General Terms & Conditions

Last updated: October 2026, Version 2.0

For legal notices and contractual correspondence relating to these Terms, contact legal@sourceparts.eu.

Article 1 - Definitions

In these General Terms and Conditions, the following terms shall have the meanings set out below:

1. "Source Parts" / "we" / "us": Aldewereld Consultancy, sole proprietorship (eenmanszaak) of N. Aldewereld, operating under the trade name SourceParts.eu, registered at Nieuwe Hemweg 26, 1013CX Amsterdam, The Netherlands (KvK: 61862533, BTW-ID: NL002168402B79). Where the forming entity Source Parts EU B.V. i.o. becomes the contracting party for an Agreement, references to Source Parts in that Agreement mean Source Parts EU B.V. i.o., or, once incorporated, Source Parts EU B.V.
2. "Customer" / "you": any natural or legal person entering into an Agreement with Source Parts or to whom Source Parts makes an offer.
3. "Business Customer": any Customer acting in the exercise of a profession or business, including an Engagement, RFQ, or OEM manufacturing order. Part A applies to Business Customers.
4. "Consumer": a natural person not acting in the exercise of a profession or business, purchasing Products through the Webshop. Part B applies to Consumers.
5. "Webshop": the online store at shop.sourceparts.eu through which Consumers may purchase Products.
6. "Products": all goods, electronic components, hardware, equipment, and related items offered or delivered by Source Parts.
7. "Services": all services provided by Source Parts, including but not limited to DFM analysis, design review, PCB assembly, managed services (PickMaster), consulting, and supply chain intelligence.
8. "Agreement": any agreement between Source Parts and the Customer for the delivery of Products and/or Services.
9. "Engagement": a staged engagement for Services as described in Article 6, typically comprising a Concept phase followed by later gates.
10. "BOM": the bill of materials for a Product developed under an Engagement.
11. "Platform": the websites source.parts, sourceparts.eu, shop.sourceparts.eu, marketplace.source.parts, and any associated applications, APIs, or tools.
12. "Managed Services": recurring service agreements including but not limited to PickMaster as-a-service, FTTR managed installations, and cloud-connected equipment services.

Article 2 - Scope & Structure of These Terms

1. Part A sets out the business terms that apply by default to every offer, quotation, Engagement, RFQ, OEM manufacturing order, and other Agreement with a Business Customer.
2. Part B sets out the consumer terms that apply exclusively to purchases made by a Consumer through the Webshop. Where a Consumer purchases through the Webshop, Part B applies in addition to the general provisions of Part A that are not inconsistent with Part B or with mandatory consumer protection law. Where Part A and Part B conflict in relation to such a purchase, Part B prevails.
3. Part A does not grant a statutory right of withdrawal. The right of withdrawal described in Article 25 applies only under Part B.
4. These Terms are available in English. In case of dispute, the English version shall prevail.
5. If one or more provisions of these Terms are wholly or partially invalid or annulled, the remainder shall continue to apply in full. Source Parts and Customer shall consult to agree on new provisions to replace the void or voided provisions.

Part A - Business Terms

Article 3 - Applicability

1. Part A applies to every offer, quotation, Engagement, and Agreement between Source Parts and a Business Customer, insofar as the parties have not explicitly deviated from these Terms in writing.
2. Part A also applies to any order placed through the Platform that is not a Consumer purchase through the Webshop.
3. The applicability of any purchase or other conditions of the Customer is explicitly rejected, unless expressly agreed to in writing by Source Parts.

Article 4 - Quotations & Offers

1. All offers and quotations by Source Parts are without obligation unless explicitly stated otherwise in writing.
2. Quotations are valid for 30 calendar days from the date of issue, unless otherwise indicated.
3. Prices in offers and quotations are exclusive of VAT and other government levies, unless stated otherwise.
4. Source Parts cannot be held to its offer or quotation if the Customer could reasonably have understood that the offer, or a part thereof, contained an obvious mistake or error.
5. If the acceptance deviates, whether on minor points or otherwise, from the offer, Source Parts is not bound by it, unless Source Parts indicates otherwise.

Article 5 - Formation of Agreement

1. An Agreement is formed at the moment Source Parts confirms an order or Engagement in writing, including by email, or when Source Parts commences execution of the order.
2. For orders placed through the Platform, the Agreement is formed when the Customer receives an order confirmation email. The mere availability of Products on the Platform does not constitute a binding offer.
3. Source Parts reserves the right to refuse orders without stating reasons, including but not limited to cases where: (a) there are reasonable doubts about the Customer's creditworthiness; (b) the order may conflict with export control regulations; (c) the Products are no longer available.
4. Any subsequent amendments or additions to the Agreement are only valid if agreed upon in writing by both parties.

Article 6 - Engagement Fee & Pass-Through Costs

1. Engagements for Services are staged. The Concept phase is priced as a fixed engagement fee, agreed in writing before work starts.
2. Each gate following the Concept phase is scoped and priced separately, per gate, before Source Parts proceeds with that gate.
3. Components, prototypes, tooling, certification, and shipping are charged as pass-through costs, at the price Source Parts pays its suppliers, unless otherwise agreed in writing.
4. Iterations within a gate are scoped and agreed as part of that gate. Work outside the agreed scope of a gate is treated as a new gate and priced accordingly.

Article 7 - Payment Terms

1. All prices are in euros (EUR) unless otherwise specified, and are exclusive of VAT for Business Customers unless stated otherwise.
2. Payment is due within 30 days of invoice date, unless otherwise agreed in writing. In case of late payment, statutory commercial interest (Article 6:119a Dutch Civil Code) is due from the date payment was due, without notice of default being required.
3. Payment of the engagement fee and of pass-through costs under Article 6 is made by bank transfer to Source Parts' account, IBAN NL35 REVO 6876 9979 01, unless another method is agreed in writing.
4. Source Parts is entitled to require full or partial advance payment before delivery or before a gate starts.
5. All reasonable costs of collection, both judicial and extrajudicial, incurred by Source Parts as a result of the Customer's failure to meet its payment obligations, shall be borne by the Customer. Extrajudicial collection costs amount to at least 15 percent of the amount due, subject to the statutory minimum under Dutch law.

Article 8 - Delivery

1. Delivery times stated by Source Parts are indicative and shall never constitute a deadline. Exceeding a stated delivery time does not entitle the Customer to compensation, dissolution of the Agreement, or suspension of any obligation arising from the Agreement, unless the delay is unreasonable.
2. Delivery takes place at the moment the Products are handed over to the carrier (Ex Works / FCA Amsterdam), unless otherwise agreed. Risk of loss or damage transfers to the Customer upon delivery to the carrier.
3. Source Parts delivers to all EU member states. Delivery outside the EU is subject to separate agreement and applicable export regulations.
4. Source Parts is entitled to deliver in partial shipments, which may be invoiced separately.

Article 9 - Ownership of BOM & Intellectual Property

1. The Customer owns the BOM and the intellectual property rights in any Product, design, or custom assembly developed for the Customer under an Engagement, from the moment the corresponding fee or gate has been paid in full, unless otherwise agreed in writing.
2. Source Parts retains the intellectual property rights in its own pre-existing tools, methods, templates, and generic know-how used to carry out an Engagement. These are not transferred to the Customer.
3. The Customer warrants that any designs, materials, or specifications it provides for production do not infringe upon the intellectual property rights of third parties, and indemnifies Source Parts against claims from third parties in this regard.
4. Because the Customer owns the BOM, the Customer is not required to use a specific factory, contract manufacturer, or original design manufacturer for production of a Product developed under an Engagement.

Article 10 - Warranties & Disclaimers

1. Source Parts warrants that the Products conform to the Agreement and the specifications stated in the offer.
2. For Business Customers, warranty is limited to the warranty provided by the original manufacturer of the Products, or as separately agreed in writing. In the absence of a specific warranty, the warranty period is 12 months from delivery.
3. Warranty does not cover defects caused by: (a) normal wear and tear; (b) improper use, negligence, or failure to follow instructions; (c) unauthorized modifications or repairs; (d) external causes including but not limited to power surges, water damage, or extreme temperatures; (e) use of the Products in combination with equipment not approved by Source Parts.
4. Services are provided on a reasonable-efforts basis. Source Parts does not warrant that an Engagement will achieve a particular commercial or technical outcome beyond the scope agreed for the relevant gate.
5. If a defect is covered by warranty, Source Parts shall, at its discretion: (a) repair the Products; (b) replace the Products; or (c) issue a credit. Source Parts shall make this choice within a reasonable time.

Article 11 - Liability

1. The total liability of Source Parts to a Business Customer for any damages arising from or in connection with an Agreement is capped to the total fees paid by the Customer for the specific Engagement, Products, or Services giving rise to the claim.
2. Source Parts is not liable for indirect damages, including but not limited to: consequential damages, loss of profit, loss of savings, loss of data, damage due to business interruption, and damage to third parties.
3. Source Parts is not liable for damages resulting from: (a) incorrect or incomplete information provided by the Customer; (b) actions or omissions of third parties engaged by the Customer; (c) non-compliance with usage instructions or product specifications.
4. Nothing in this article limits liability for damages caused by intent or willful recklessness on the part of Source Parts, to the extent such a limitation is not permitted under Dutch law.
5. Any claim for damages must be reported to Source Parts in writing within 30 days of the Customer becoming aware of the damage. Claims not submitted within this period are forfeited.

Article 12 - Confidentiality

1. Both parties shall keep confidential all information received from the other party that is designated as confidential or that should reasonably be understood to be confidential.
2. Source Parts offers a formal NDA process for customers requiring additional confidentiality protections. NDA requests can be submitted via the Platform at source.parts/nda.
3. The confidentiality obligation does not apply to information that: (a) was already publicly known; (b) was independently developed by the receiving party; (c) was received from a third party without restriction; (d) must be disclosed by law or court order.

Article 13 - Force Majeure

1. Source Parts is not liable for failure to perform its obligations if such failure is due to force majeure (overmacht). Force majeure includes, but is not limited to: war, terrorism, natural disasters, pandemics, government actions, trade embargoes, sanctions, export restrictions, supply chain disruptions, shipping delays, component shortages, strikes, fire, floods, and failures of third-party suppliers or carriers.
2. In the event of force majeure, Source Parts shall notify the Customer as soon as reasonably possible. If the force majeure event continues for more than 90 days, either party may terminate the Agreement in writing without liability for damages.
3. If Source Parts has already partially performed its obligations at the onset of force majeure, or can only partially perform, it is entitled to invoice the part already delivered or deliverable, and the Customer is obligated to pay this invoice.

Article 14 - Export Controls & Trade Compliance

1. Products and Services may be subject to export control laws and regulations, including but not limited to EU Regulation 2021/821 (Dual-Use Regulation), US Export Administration Regulations (EAR), and national export control laws of the Netherlands and other EU member states.
2. The Customer represents and warrants that it shall: (a) comply with all applicable export control and sanctions laws; (b) not export, re-export, or transfer Products to any embargoed or sanctioned country, entity, or person; (c) not use Products for any purpose prohibited by applicable export control laws, including weapons of mass destruction or military end-use where restricted.
3. Source Parts reserves the right to refuse or cancel orders where Source Parts has reasonable grounds to believe the order may conflict with export control regulations.
4. The Customer shall provide Source Parts with all end-use and end-user information reasonably requested for export control compliance, including end-user certificates where required.
5. Source Parts screens transactions against applicable EU, US, and UN sanctions lists. Orders flagged by screening may be subject to additional review and potential refusal.

Article 15 - Product Compliance & Certifications

1. Source Parts aims for Products placed on the EU market to comply with applicable EU product legislation, including CE marking requirements, RoHS Directive (2011/65/EU), REACH Regulation (EC 1907/2006), and the General Product Safety Regulation (EU 2023/988).
2. Declarations of Conformity and technical documentation for Products are available upon request.
3. Where Source Parts acts as the importer of Products into the EU, Source Parts fulfils its obligations as importer under applicable EU product legislation, including maintaining a Responsible Person within the EU as required by the General Product Safety Regulation.
4. The Customer acknowledges that certain Products may require additional certifications or approvals for specific applications or industries. It is the Customer's responsibility to verify that Products are suitable and properly certified for their intended use case.

Article 16 - Data Protection

1. Source Parts processes personal data in accordance with its Privacy Policy, available at sourceparts.eu/privacy, and in compliance with the General Data Protection Regulation (EU 2016/679).
2. Where Source Parts processes personal data on behalf of a Business Customer (as processor), the parties shall enter into a separate Data Processing Agreement in accordance with Article 28 GDPR.
3. Source Parts stores data on EU-based servers and does not transfer personal data outside the European Economic Area without appropriate safeguards.

Article 17 - Managed Services & Subscriptions

1. This article applies to all Managed Services agreements, including PickMaster as-a-service and other subscription-based services.
2. Managed Services contracts are entered into for the term specified in the individual service agreement.
3. Equipment provided under Managed Services agreements remains the property of Source Parts (or its financing partner) for the duration of the contract. The Customer shall not sell, pledge, encumber, or otherwise dispose of the equipment.
4. The Customer is responsible for providing a suitable environment for the equipment, including adequate power supply, temperature control, and internet connectivity as specified in the service agreement.
5. Monthly service fees are due on the first business day of each month and are payable via SEPA direct debit or bank transfer as agreed.
6. Source Parts shall provide remote monitoring, software updates, and maintenance support as specified in the individual service agreement.
7. Early termination of a Managed Services contract is subject to a termination fee equal to the remaining monthly fees for the contracted period, unless termination is due to a material breach by Source Parts that has not been remedied within 30 days of written notice.

Article 18 - Returns & Complaints

1. The Customer must inspect Products upon delivery. Visible defects or shortages must be reported to Source Parts in writing within 5 business days of receipt. Hidden defects must be reported within 5 business days of discovery and in any case within 12 months of delivery.
2. Complaints must be submitted by email to info@sourceparts.eu with a clear description of the defect and, where possible, photographic evidence.
3. Source Parts shall respond to complaints within 5 business days. If a complaint requires more time, Source Parts shall send an acknowledgement within 5 business days indicating when the Customer can expect a more detailed answer.
4. Products may only be returned after prior written approval from Source Parts. Returns must include the original RMA (Return Merchandise Authorization) number provided by Source Parts.
5. Complaints do not suspend the Customer's payment obligations.

Article 19 - Termination

1. Source Parts is entitled to suspend or terminate the Agreement immediately, without judicial intervention and without liability for damages, if: (a) the Customer fails to meet any obligation under the Agreement or these Terms; (b) the Customer files for bankruptcy, requests a moratorium, or is subject to insolvency proceedings; (c) the Customer's business is dissolved or terminated.
2. Upon termination, all claims of Source Parts against the Customer become immediately due and payable.

Article 20 - Governing Law & Jurisdiction

1. These Terms and all Agreements under Part A are governed by the laws of the Netherlands.
2. All disputes arising from or in connection with these Terms or an Agreement under Part A shall be submitted exclusively to the competent court in Amsterdam, The Netherlands.
3. The United Nations Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.

Article 21 - Amendments

1. Source Parts reserves the right to amend these Terms. Amendments shall be communicated to the Customer at least 30 days before they take effect.
2. The most current version of these Terms is always available on our website at sourceparts.eu/terms.

Part B - Consumer Terms (Webshop Only)

Article 22 - Applicability & Relationship to Part A

1. This Part applies to every order placed by a Consumer through the Webshop.
2. Articles 12 (Confidentiality), 13 (Force Majeure), 14 (Export Controls & Trade Compliance), 15 (Product Compliance & Certifications), and 16 (Data Protection) of Part A also apply to purchases under this Part B, to the extent not inconsistent with this Part B or with mandatory consumer protection law.
3. These Terms do not affect the mandatory consumer protection rights granted by the law of the EU Member State in which the Consumer has their habitual residence. Where these Terms conflict with such mandatory rights, the mandatory rights shall prevail.

Article 23 - Prices & Payment

1. Prices displayed in the Webshop are inclusive of VAT. The total price, including all taxes and costs, is always displayed before the order is placed.
2. Payment methods available to Consumers include iDEAL, credit card (Visa, Mastercard), Bancontact, PayPal, SEPA bank transfer, and other methods as displayed at checkout. Payment is due at the time of order.
3. Shipping, handling, insurance, and any applicable import duties are charged separately and displayed before order confirmation.

Article 24 - Delivery

1. Delivery shall take place within 30 days of order confirmation, unless a longer delivery period has been agreed. If delivery is not possible within 30 days, the Consumer has the right to cancel the order free of charge.
2. Risk of loss or damage transfers to the Consumer upon physical receipt of the Products.
3. Source Parts delivers to all EU member states. Delivery outside the EU is subject to separate agreement and applicable export regulations.

Article 25 - Right of Withdrawal

1. The Consumer has the right to withdraw from the Agreement without giving any reason within 14 calendar days from the day on which the Consumer, or a third party designated by the Consumer (other than the carrier), has received the Products.
2. To exercise the right of withdrawal, the Consumer must inform Source Parts of this decision by means of a clear statement (e.g., by email to info@sourceparts.eu). The Consumer may, but is not required to, use a model withdrawal form.
3. The Consumer shall return the Products without undue delay and in any event not later than 14 days from the day on which the Consumer communicates withdrawal. The direct costs of returning the Products shall be borne by the Consumer.
4. Source Parts shall reimburse all payments received from the Consumer, including the cost of standard delivery, without undue delay and in any event not later than 14 days from the day on which Source Parts is informed of the withdrawal. Source Parts may withhold reimbursement until it has received the Products back or the Consumer has supplied evidence of having returned the Products.
5. The Consumer is liable for any diminished value of the Products resulting from handling other than what is necessary to establish the nature, characteristics, and functioning of the Products.
6. Exceptions to the right of withdrawal: In accordance with EU Consumer Rights Directive 2011/83/EU, the right of withdrawal does not apply to:
   1. Products made to the Consumer's specifications or clearly personalized (custom PCB designs, bespoke assemblies);
   2. Sealed products which were unsealed after delivery and which are not suitable for return due to health protection or hygiene reasons;
   3. Products which are, after delivery, inseparably mixed with other items;
   4. Service contracts after the service has been fully performed, if performance began with the Consumer's prior express consent and acknowledgement of loss of right of withdrawal.

Article 26 - Warranty & Legal Guarantee

1. In accordance with Article 7:17 of the Dutch Civil Code and EU Directive 2019/771 (Sale of Goods Directive), Consumers have a legal guarantee that Products must conform to what was agreed for a minimum period of 2 years from delivery. This is a mandatory right and cannot be limited.
2. Warranty does not cover defects caused by: (a) normal wear and tear; (b) improper use or negligence; (c) unauthorized modifications or repairs; (d) external causes including but not limited to power surges, water damage, or extreme temperatures.
3. If a defect is covered by warranty, Source Parts shall, at its discretion: (a) repair the Products; (b) replace the Products; or (c) issue a credit or refund. Source Parts shall make this choice within a reasonable time.

Article 27 - Returns & Complaints

1. The Consumer must inspect Products upon delivery. Visible defects or shortages should be reported to Source Parts in writing within 5 business days of receipt.
2. Complaints must be submitted by email to info@sourceparts.eu with a clear description of the defect and, where possible, photographic evidence.
3. Source Parts shall respond to complaints within 5 business days.
4. Products may only be returned after prior written approval from Source Parts. Returns must include the original RMA (Return Merchandise Authorization) number provided by Source Parts.

Article 28 - Governing Law & Jurisdiction

1. These Terms and all Agreements under Part B are governed by the laws of the Netherlands.
2. Consumers may bring proceedings before the competent court of their place of residence within the EU, in accordance with Regulation (EU) 1215/2012 (Brussels I Recast). The EU Online Dispute Resolution platform is available at ec.europa.eu/consumers/odr.
3. If a Consumer does not agree to amended Terms, the Consumer may terminate the Agreement before the amendments take effect.
4. The United Nations Convention on Contracts for the International Sale of Goods (CISG) is expressly excluded.

© 2024-2026 Aldewereld Consultancy. All rights reserved.
These General Terms and Conditions are drafted in accordance with Dutch law, EU Consumer Rights Directive (2011/83/EU), EU Sale of Goods Directive (2019/771), and the EU e-Commerce Directive (2000/31/EC). This document is provided for informational purposes and does not constitute legal advice. Customers are encouraged to seek independent legal counsel regarding their specific circumstances.